Free Form TR1 — Transfer of Whole of Registered Title (UK)

FORM TR1 — TRANSFER OF WHOLE OF REGISTERED TITLE

Land Registration Rules 2003 Schedule 1  ·  LRA 2002 S.27  ·  LP(MP)A 1989 S.1  ·  England

THIS TRANSFER is made on 18 June 2026 on Form TR1 (revision 2023-08-29 ct), the prescribed form for the transfer of the whole of one or more registered titles under Schedule 1 of the Land Registration Rules 2003 (SI 2003/1417).

The Transferor is Heatherington Estates Limited, a UK incorporated company or limited liability partnership (executing under Companies Act 2006 s.44 — two directors, OR one director and the company secretary, OR one director in the presence of a witness). The Transferee is Lavinia Margaret Cholmondeley-Vaughan and Crispin Edward Cholmondeley-Vaughan, who will hold the Property as Joint Tenants in equity.

This Transfer is executed and delivered as a deed under section 1 of the Law of Property (Miscellaneous Provisions) Act 1989. The transfer of the legal estate does not take effect at law until registration is completed at HM Land Registry (Land Registration Act 2002 s.27(1)); the Transferee's conveyancer must lodge Form AP1 promptly to maintain priority within the priority period of the official search.

PANEL 1 — TITLE NUMBER(S) OF THE PROPERTY

PANEL 2 — PROPERTY

PANEL 3 — DATE

PANEL 4 — TRANSFEROR

PANEL 5 — TRANSFEREE

The Transferor TRANSFERS the Property described in Panel 2 above to the Transferee. This Transfer is made under section 52 of the Law of Property Act 1925 (conveyance of legal estate by deed) and is a registrable disposition under section 27 of the Land Registration Act 2002. The Property is transferred with all rights, easements, privileges and appurtenances belonging to or enjoyed with the Property, and subject to all matters contained or referred to in the Property and Charges Registers of the title and to all overriding interests within the meaning of Schedules 1 and 3 of the Land Registration Act 2002.

The Transferor has received from the Transferee for the Property the sum of 485,000.00 GBP (the "Consideration"), paid by cleared funds on or before completion. The receipt of the Consideration is acknowledged.

The Transferor transfers with full title guarantee as defined in section 2 of the Law of Property (Miscellaneous Provisions) Act 1994. The Transferor covenants that: (a) the Transferor has the right to dispose of the Property; (b) the Transferor will at its own cost do all it reasonably can to give the Transferee the title it purports to give; and (c) the Property is free from all charges, encumbrances (whether monetary or not) and third-party rights other than those the Transferor does not and could not reasonably be expected to know about.

Following registration of this Transfer, the Property shall be held by Lavinia Margaret Cholmondeley-Vaughan and Crispin Edward Cholmondeley-Vaughan as Joint Tenants in equity. (with the right of survivorship — on the death of one tenant, the deceased's beneficial interest passes automatically to the survivor(s))

As joint tenants, on the death of one tenant the deceased's beneficial interest passes automatically to the survivor(s) by survivorship (ius accrescendi) under LPA 1925 s.36. Either tenant may sever the beneficial joint tenancy by notice under LPA 1925 s.36(2).

5. EXECUTION WORDING — HMLR PRACTICE GUIDE 8 + SCHEDULE 9 LRR 2003. HM Land Registry Practice Guide 8 (Execution of Deeds) and Schedule 9 of the Land Registration Rules 2003 (SI 2003/1417) prescribe the mandatory execution wording for the Form TR1 attestation panel. The wording differs according to whether the Transferor is an individual, a UK incorporated company / LLP, or an overseas entity.

2019 REFORM — "signed as a deed" REJECTED for prescribed forms. From 20 September 2019, HM Land Registry will not accept the wording "signed as a deed" for a prescribed form deed (such as TR1, TP1, CH1) executed by a company or LLP. The Schedule 9 LRR 2003 wording is mandatory; the 2019 reform better reflects Companies Act 2006 s.44 and the Land Registration Rules — the "signed as a deed" wording was being used as a shortcut without aligning with the statutory two-director / director + secretary / director + witness regime. Deviation triggers HMLR requisition and may lead to rejection of the application.

UK COMPANY EXECUTION — CA 2006 s.44 + SCHEDULE 9 LRR 2003. The Transferor is a UK incorporated company or LLP. Three execution routes are available under CA 2006 s.44:

ONE DIRECTOR + COMPANY SECRETARY — execution wording: "Executed as a deed by (name of company) acting by [a director and its secretary]". The director and secretary sign; no witness required. The company secretary must hold a current appointment at Companies House (where the company has no secretary registered, this route is unavailable and the two-director or director-with-witness route must be used).

Wording for this Transfer:
"Executed as a deed by Heatherington Estates Limited acting by Penelope Helen Heatherington, director, and Arthur Bernard Heatherington, secretary"

PG8 narrative:
Heatherington Estates Limited (08736249) is a UK incorporated company whose registered office is at 7 Brook Street, Warwick. The company has Mrs Penelope Heatherington as sole director and Mr Arthur Heatherington as company secretary; both appointments are currently registered at Companies House. The execution route adopted is one director + company secretary under CA 2006 s.44(2)(b), with the Schedule 9 LRR 2003 wording "Executed as a deed by Heatherington Estates Limited acting by Penelope Helen Heatherington, director, and Arthur Bernard Heatherington, secretary". No witness is required for this route. The 2019 HMLR reform rejection of "signed as a deed" wording does not apply because the company-secretary route is the prescribed Schedule 9 form. The PG8 wording was checked against HMLR Practice Guide 8 (most recent version) on 16 June 2026.

6. STAMP DUTY LAND TAX (SDLT) LINKAGE — 14-DAY RETURN + 2024-2026 STATUTORY CURRENCY.

SDLT/LTT treatment for this Transfer: APPLICABLE — RESIDENTIAL. SDLT is chargeable at the residential rates. The Transferee must file an SDLT1 return with HMRC within 14 days of the effective date (Finance Act 2003 s.76 as amended by Finance Act 2019). The residential nil-rate band reverted to GBP 125,000 on 1 April 2025; first-time buyer relief threshold reverted to GBP 300,000 (max cap GBP 500,000).

Return filing. Where SDLT is chargeable, the Transferee must file a SDLT1 return with HM Revenue and Customs (HMRC) within 14 days of the effective date. Filing is a statutory obligation under Finance Act 2003 s.76 (as amended by FA 2019). Late filing penalty under FA 2009 Sch 55; daily penalty after 3 months; tax-geared penalty after 12 months.

SDLT 2024-2026 currency. Residential nil-rate band reverted to GBP 125,000 on 1 April 2025 (temporary relief expired); 2% rate now applies from GBP 125,001 to GBP 250,000; 5% to GBP 925,000; 10% to GBP 1.5m; 12% above. First-time buyer relief threshold reverted to GBP 300,000 (max cap GBP 500,000) on 1 April 2025. Higher Rates for Additional Dwellings (HRAD) at 5% (post-31 October 2024 — Autumn Budget 2024 / FA 2024-25).

Chargeable consideration. Includes cash + assumption of existing mortgage debt under FA 2003 Sch 4 para 8. The Transferee is liable for the tax; specialist tax advice is recommended where the consideration is non-monetary, the Transferee already owns another property, or the Transferee is non-UK-resident.

SDLT/LTT narrative:
The consideration of GBP 485,000 is residential (single dwelling, four-bedroom semi-detached house in Warwick). SDLT computation (post-1 April 2025 reversion of temporary thresholds): 0% on the first GBP 125,000 (GBP 0); 2% on GBP 125,001-250,000 (GBP 2,500); 5% on GBP 250,001-485,000 (GBP 11,750); total SDLT GBP 14,250. The Transferees are joint first-time buyers but the FTB relief threshold of GBP 300,000 (with max-cap GBP 500,000) does not apply because the consideration exceeds the FTB threshold (FTB relief tapers and is unavailable above GBP 500,000 max cap; below GBP 500,000 partial relief). The Transferees are UK-resident; no 2% non-resident surcharge. The Transferees do not own another residential property of GBP 40,000+ at completion; HRAD does not apply. The SDLT1 return must be filed with HMRC within 14 days of the effective date (estimated completion 25 June 2026; return due by 9 July 2026).

7. ECCTA 2023 + ECTEA 2022 OVERSEAS ENTITY REGISTER + ID VERIFICATION.

Register of Overseas Entities (ROE). Where any party is an "overseas entity" within Economic Crime (Transparency and Enforcement) Act 2022 s.2 (broadly, a legal entity governed by the laws of a country or territory outside the United Kingdom), the entity must be registered on the Register of Overseas Entities at Companies House and hold a valid Overseas Entity ID (OE ID) before HM Land Registry will register this Transfer (ECTEA 2022 Sch 4A; LRA 2002 amendment).

Overseas Entity ID for this Transfer: OE998877

ECTEA restriction. Where the Property has been the subject of a relevant disposition to or by an overseas entity since 1 August 2022, an "ECTEA restriction" will have been entered on the proprietorship register; no disposition of the registered estate may be registered unless the disposing party is a registered overseas entity (or an exemption under Sch 4A para 6 applies).

Beneficial owner verification (ECTEA 2022 Sch 2). Each overseas-entity party warrants that the information on its ROE filing — registrable beneficial owners, managing officers, verification statement — is accurate and complete as at the date of this Transfer; any required annual update has been made within 14 days of the update date under ECTEA 2022 s.7. ECCTA 2023 has expanded the scope of registrable beneficial owners: where a foreign entity holds UK land as nominee for another, both the entity's and the true beneficiary's beneficial owners must be registered.

ECCTA 2023 IDENTITY VERIFICATION. The Economic Crime and Corporate Transparency Act 2023 introduces mandatory identity verification at Companies House:

(a) Voluntary verification since 8 April 2025 (directly with Companies House or via an Authorised Corporate Service Provider).
(b) Mandatory verification from 18 November 2025 for all new individual company directors and persons with significant control (PSCs).
(c) 12-month transition period for existing directors and PSCs to verify identity as part of the annual confirmation statement filing.
(d) From spring 2026, filing of documents at Companies House on behalf of a company is restricted to officers / employees of the company (verified) or an ACSP.

Where the Transferor or Transferee is a UK company involved in this Transfer, its officers should hold a verified Companies House identity at the date of this Transfer.

Sanctions screening. The parties confirm that they have screened each other against the UK Consolidated List of Financial Sanctions Targets (OFSI) before completion, in accordance with the Sanctions and Anti-Money Laundering Act 2018 and the Money Laundering Regulations 2017.

ECCTA / OE narrative:
Heatherington Estates Limited is a UK incorporated company (08736249) — NOT an overseas entity within ECTEA 2022 s.2. No Register of Overseas Entities filing is required for the Transferor. The Transferor company's officers (one director + one company secretary) have completed voluntary identity verification at Companies House via an Authorised Corporate Service Provider on 12 May 2026 (in anticipation of the 18 November 2025 mandatory requirement — both officers are existing PSCs within the 12-month transition period). The Property's title has been checked for any ECTEA restriction on the proprietorship register — none is entered, confirming the Property has not been the subject of an overseas-entity disposition since 1 August 2022. The Transferees have been screened against the OFSI Consolidated List of Financial Sanctions Targets — no match. The conveyancer (Marchant and Wexford LLP) has completed full ID verification and source-of-funds checks under the Money Laundering Regulations 2017.

8. FIRST REGISTRATION vs RE-TRANSFER — LRA 2002 s.4 COMPULSORY TRIGGERS.

Registration position: RE-TRANSFER OF REGISTERED LAND — the Property is already registered with HM Land Registry. This transfer is a registrable disposition under LRA 2002 s.27 — legal title does not pass until registration is completed. The Transferee's conveyancer must lodge Form AP1 (application to change the register) accompanied by Form TR1 promptly to maintain priority within the official search priority period.

LRA 2002 s.4 — qualifying estates. Compulsory first registration is triggered on the occurrence of any of the following events affecting an unregistered qualifying estate (freehold; leasehold with more than 7 years to run):

(a) s.4(1)(a) — transfer for valuable or other consideration, by gift, or pursuant to a court order;
(b) s.4(1)(aa) — transfer giving effect to a partition of land or to a disposition of trust property to a beneficiary;
(c) s.4(1)(b) — transfer by way of assent (a personal representative transferring estate land to a beneficiary);
(d) s.4(1)(c) — grant of a lease for a term of more than 7 years from grant;
(e) s.4(1)(d)-(e) — reversionary grant taking effect more than 3 months after grant;
(f) s.4(1)(g) — creation of a protected first legal mortgage.

LRA 2002 s.6 — two-month registration deadline. The Transferee's conveyancer must apply to register the transfer at HM Land Registry within two months of the qualifying event (Form FR1 for first registration; Form AP1 for registered land). Failure to register within two months voids the transfer at law — the legal estate reverts to the Transferor (LRA 2002 s.7); a separate Court order for extension of time is required to restore the position.

Form ID requirements (LRR 2003 r.17). Each unrepresented Transferor / Transferee must provide identity evidence on Form ID1 (individual) or Form ID2 (company). Conveyancers must verify identity under the Money Laundering Regulations 2017 (SI 2017/692) and retain the evidence for 5 years.

State guarantee. On registration, the Transferee receives the benefit of the state-backed register guarantee — HM Land Registry compensates a registered proprietor for loss caused by an error or omission in the register (LRA 2002 Sch 8).

Registration narrative:
The Property is registered with HM Land Registry under title WK483921 (Class — Absolute Freehold; first registered 14 March 2008). This Transfer is a re-transfer of registered land under LRA 2002 s.27 — a registrable disposition, with the legal estate not passing until registration is completed at HM Land Registry. The Transferee's conveyancer will lodge Form AP1 (application to change the register) accompanied by the executed Form TR1 promptly after completion to maintain priority within the priority period of the official search (currently 30 working days). The Transferees will be registered as joint proprietors with absolute title; the state-backed register guarantee under LRA 2002 Sch 8 will apply from registration. Forms ID1 (individual identity evidence) are not required because both Transferees are represented by a conveyancing solicitor. The Property does not require first registration — LRA 2002 s.4 compulsory triggers do not apply because the title is already registered.

EXECUTION AS A DEED — LP(MP)A 1989 s.1. This document is executed and delivered as a deed on the date first written above under Law of Property (Miscellaneous Provisions) Act 1989 s.1. The limitation period for any claim under this deed is twelve years (Limitation Act 1980 s.8). The form of execution follows Schedule 9 of the Land Registration Rules 2003 (SI 2003/1417) and HMLR Practice Guide 8 (Execution of Deeds).

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date indicated.